Ethics and Compliance (2024)

Businesses with high standards in ethics and compliance ground their decisions in those standards, acting swiftly to identify and address issues in order to mitigate risk and cultivate trust.

Trust is one of Walmart’s competitive advantages, which is why associates, customers, investors, suppliers, and business partners choose Walmart, because they know we are a business they can trust. With more than 10,500 stores and clubs, 2.1 million associates worldwide, and tens of thousands of suppliers, our actions impact and influence far beyond the walls of our stores, clubs, and offices.

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At every level of our company, we work to create a culture that inspires trust among our associates, with our customers, and in the communities we serve. We do this by:

• Governing our ethics and compliance functions with strong oversight and empowered leadership.
• Setting foundations for our Ethics and Compliance program that promote a corporate culture of integrity, provide the building blocks for an effective program, and inspire continuous improvement.
• Building trust through robust compliance programs that reflect the size, complexity, and unique aspects of our business.

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Governance

Walmart’s Ethics and Compliance team is part of our Global Governance organization, led by our EVP of Global Governance, Chief Legal Officer (CLO), and Corporate Secretary. Our Global Chief Ethics and Compliance Officer (CECO) holds overall responsibility for Walmart’s Ethics and Compliance program’s structure, implementation, and maintenance. Governance leaders in each Walmart market are charged with designing and executing their compliance programs consistent with our program foundations and ensuring the overall program is operating efficiently and effectively.

• The Audit Committee of Walmart’s Board of Directors plays a critical and active role in overseeing the company’s Ethics and Compliance program. The CECO reports to the Audit Committee (at least annually) on ethics and compliance matters and is independently empowered to request additional time with the Audit Committee to discuss ethics and compliance issues. As part of its oversight, the Audit Committee periodically holds private conversations with the CECO for candid discussion of ethics and compliance matters.
• Walmart’s Governance Risk Committee comprises leaders including our CEO, CLO, and other members of executive management at the global level. This committee meets at least quarterly to discuss significant or strategic ethics and compliance matters, enterprise-level risk, and current issues.
• We also maintain ethics and compliance committees in our international retail markets that meet regularly to discuss issues related to ethics, compliance, and other enterprise-level risks.

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Ethics and Compliance Program Foundations

Walmart’s Ethics and Compliance program is risk-based and tailored to address the needs of our global business. We design our program around nine foundations that enable consistency with the ability to adapt to changes in our business and the external environment.¹

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Walmart Code of Conduct and Standards for Suppliers

Walmart’s Code of Conduct is our internal policy and external statement of our values, principles and expected behaviors. The Code applies to all associates of Walmart and its subsidiaries and to Walmart’s and its subsidiaries’ Board members, unless otherwise noted, when they are acting in their capacity as directors. The Code is reviewed and updated periodically, with the latest update in 2023.

The Code makes clear that Walmart associates– at every level of the company – are responsible for upholding our standards and complying with all relevant laws and regulations. It covers expectations for topics including ethical decision-making, conflicts of interest, use of inside information, protection of Walmart’s property, and other foundational ethics and compliance topics. It also includes examples of how associates can put integrity into action, instructs them on when and how to speak up if an ethics question or issue arises, underscores our non-retaliation policy, and explains the consequences for failing to abide by the Code.² To complement and supplement the Code, Walmart maintains, and regularly updates, issue-specific ethics and compliance policies.

Walmart associates receive training on the Code during onboarding and regularly thereafter. All required Code of Conduct courses include an acknowledgment that associates must complete before finishing their training. Our Code of Conduct training was completed by approximately 95% of associates who were assigned in FY2024.³

We also expect our suppliers, vendors, service providers, and other business partners to act with integrity and honor our values. Walmart's Standards for Suppliers set forth our foundational expectations of our suppliers. The Standards apply to all suppliers that sell their products to us for resale or for Walmart’s own use. Suppliers are expected to cascade the requirements outlined in our Standards throughout their supply chains– including raw materials, component or ingredient suppliers, and subcontractors and agents.

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Effective Compliance Programs

Our compliance programs are foundational elements of how we build trust in our business. They are risk-based programs that reflect the complexity of our global business and our dedication to doing business the right way. Walmart maintains compliance programs for a broad range of subjects. A few of the subject matters covered by the program include anti-corruption, antitrust, consumer protection, financial services, healthcare, food and product safety, environmental health and safety, and responsible sourcing. Several of these programs are described in more detail below.

Prevention of Harassment and Discrimination

Walmart is dedicated to a workplace that is free of harassment and discrimination. We do not tolerate any behavior that creates an intimidating, hostile, or otherwise offensive work environment based on an individual’s protected status. We also do not tolerate retaliation against anyone who raises a concern about harassment or discrimination. These expectations are set out in our Code of Conduct and in our Global Discrimination and Harassment Prevention Policy.

Walmart takes a global approach to discrimination and harassment prevention and process enhancements and requires all salaried members of management to report suspected violations of the Global Discrimination and Harassment Prevention Policy. Violations of our policy may lead to discipline up to and including termination of employment.

Walmart’s annual Code of Conduct training addresses discrimination and harassment prevention. Walmart assigns additional discrimination and harassment prevention and sexual harassment prevention training to U.S. based associates. Across our markets, additional trainings and awareness campaigns include tailored harassment and discrimination prevention training modules, messaging from leadership, and informational emails and posters.

Creating a Safe Place to Work and Shop

The health and safety of our associates and customers are not just business needs – they tie to our core values. As an ethical and responsible corporate citizen, Walmart is dedicated to preserving the health and safety of our associates and customers, including the goal of compliance with all environmental, health, and safety laws and regulations. Walmart’s Global Environmental, Health and Safety Policy (“EHS Policy”) establishes a standard that is intended to ensure we protect human health and the environment while creating a safe workplace. Violations of our EHS Policy may lead to disciplinary action up to and including termination. Additional detail on Walmart’s commitments and expectations for associates can be found in our Environmental, Health, and Safety Statement.

Walmart employs a team of safety professionals who are responsible for developing and implementing safety initiatives for the different operational formats within the company. They focus on training, promoting a culture of safety compliance, and monitoring safety compliance. We also contract with an independent third party to conduct risk-based assessments of our U.S. stores and clubs and to monitor the execution of specific elements of our EHS program. More than 31,500 visits were conducted in 2023.

Training is a key component of our program. In the U.S., new-to-role Walmart store and Sam’s Club associates are required to complete our safety foundations curriculum as well as tailored training that addresses the particular risks within their area. In FY2024, more than 96% of U.S. Walmart store and Sam’s Club associates timely completed their assigned safety training curricula.

Associates can also access microlearning courses on safety topics, which are available on-demand and provide in-the-moment information in an easily digestible format. Managers and hourly supervisors are required to complete specialized training designed to help them support associates within the facility and maintain a strong safety culture.

To help ensure a safe working environment for associates, we document and analyze associate incident and injury data. Our most common recordable incident types in the U.S. in FY2023 were⁴:

• Fall/Slip/Trip
  
• Material Handling
• Struck by Object
• Strain/Injury
  
• Cut/Puncture/Scrape

The Occupational Safety and Health Administration (OSHA) Recordable Incident Rate (RIR) and Lost Time Incident Rate (LTIR) are calculations that describe the frequency of incidents per 100 full-time employees per year. The RIR is based on all incidents that resulted in medical treatment beyond first aid; the LTIR only includes incidents that resulted in at least one lost workday. Our significantly lower LTIR compared to RIR indicates that the majority of our recorded incidents were minor in nature.⁵

Combating Bribery and Corruption

Walmart’s stance on bribery and corruption is firm: we compete fairly and honestly everywhere we do business around the world. Our Code of Conduct and Global Anti-Corruption Policy (“A/C Policy”) prohibit bribery in any form: Receiving, offering to pay, paying, promising to pay, or authorizing the payment of money or anything of value to improperly influence any act or decision or to secure any other improper advantage to obtain or retain business is strictly prohibited. The A/C Policy applies to our associates and to third-party intermediaries (TPIs) acting on Walmart’s behalf; our Standards for Suppliers require the same of Walmart’s product suppliers.

Walmart dedicates significant resources to our Anti-Corruption Program, including:

• Assigning a Global Anti-Corruption Officer to supplement dedicated Anti-Corruption teams in every Walmart market.
• Conducting annual Anti-Corruption Program risk assessments, internal monitoring and testing, and TPI audits.
• Designing system enhancements to globally manage corruption risks, as well as implementing our Anti-Corruption Compliance Program with acquired entities.
• Training associates globally to identify corruption risks in our activities and report suspected violations of our A/C Policy and procedures. Training assignments and cadence are customized based on role, tenure, and knowledge proficiency. Associates who are more likely to encounter corruption risk touchpoints receive targeted anti-corruption training and awareness. Additionally, associates most likely to interact with government officials or work with TPIs receive live training, unless they demonstrate knowledge proficiency.
• Assigning tailored training to TPIs based on their risk level. The tailored training addresses the TPIs’ obligations under our Global Anti-Corruption Policy, their duty to report suspected program violations, and whom to contact for guidance.

Competing Fairly

Walmart is committed to free and fair competition, which helps enable lower prices, maximize consumer choice, and promote innovation.

Our Global Antitrust and Competition Law Policy applies across all of Walmart’s businesses. The Policy requires (among other things) that Walmart (1) compete independently; (2) protect competitively sensitive information; and (3) deal with suppliers and other parties in a manner that does not harm competition or consumers.

Walmart’s Antitrust Center of Expertise (COE) is responsible for advising the company with respect to antitrust matters and for the development and implementation of a strong Global Antitrust Compliance Program. The program is led by a team of global and jurisdiction-specific specialists who identify market-based risks and design comprehensive training, as well as potential controls and monitoring to mitigate relevant risks. The COE works in close partnership with teams across Walmart to ensure that compliance controls, training, and awareness are embedded throughout the company and that the program is continually informed by relevant developments and evolving business activities.

Walmart trains associates on antitrust topics through our Code of Conduct training. For associates who work in higher-risk business segments, additional detailed antitrust trainings are assigned. The COE also conducts targeted live trainings with teams in higher-risk business segments, both in the U.S. and globally, e.g., our merchandising, marketplace, and sourcing teams.

Selling Safe Products

Hundreds of millions of customers depend on Walmart for safe, quality food and products. We have compliance programs designed to deliver end-to-end food and product safety, including through specifications, facility procedures, monitoring and recalls, and withdrawals.

Read more: Safer, Healthier Products

Sourcing Responsibly

Walmart’s supply chain consists of thousands of suppliers globally, many of whom have their own individual supply chains. We hold our suppliers accountable for the responsible operation of their facilities and for safeguarding the well-being of workers in their facilities and supply chains.

Read more: People in Supply Chains and Human Rights

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• Laws and regulations differ substantially across the 20 countries where Walmart operates, and they are constantly evolving. This dynamic creates challenges for implementing comprehensive and global programs. Read more about these factors in our most recent annual report on Form 10-K.
• As Walmart's business expands into new areas, including healthcare and financial services, we face new and unique ethics and compliance challenges, adding more complexity to our overall program framework.
• The success of our ethics and compliance programs depends, in part, on the engagement, participation, and cooperation of millions of our associates, suppliers, and other business partners.

1. These foundations are informed by the U.S. Department of Justice’s Evaluation of Corporate Compliance Programs framework and Organisation for Economic Co-operation and Development (OECD) Good Practice Guidance.

2. Associates may face discipline up to and including termination for a substantiated violation of our Code of Conduct or our ethics and compliance program policies. Other remedial actions may include reduction of associates’ annual cash incentive payment or additional assigned training or counseling.

3. Completion rate includes active associates as of the end of FY2024.

4. See the Bureau of Labor Statistics website for industry-wide information on the most common occupational injuries and illnesses involving days away from work. https://www.bls.gov/iif/nonfatal-injuries-and-illnesses-tables/case-and-demographic-characteristics-table-r4-2020.htm#iif_cd_r4p.f.3

5. Data represents U.S. numbers. Rates subject to adjustments as claims are conciliated and resolved. Industry data for Retail charts is based on NAICS 452311 (45291 in 2018) - Warehouse clubs and supercenters. Industry data for Supply Chain charts is based on NAICS 49311 - General warehousing and storage. Industry data have a one-year lag time and therefore do not appear in this chart for 2023.

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